Worksport Ltd. (Nasdaq: WKSP; WKSPW) (“Worksport” or the “Company”)
is pleased to announce today that it has entered into a securities
purchase agreement with a single institutional investor to purchase
3,500,000 shares of common stock (or pre-funded warrants to
purchase shares of common stock in lieu thereof) in a registered
direct offering. In a concurrent private placement, the Company
also agreed to issue and sell to the investor warrants to purchase
up to 7,000,000 shares of common stock. The combined effective
offering price for each share of common stock (or pre-funded
warrant in lieu thereof) and accompanying warrant is $1.34. The
warrants will become exercisable six months from issuance, expire
five and a half years from the issuance date and have an exercise
price of $1.34 per share.
The gross proceeds to the Company from the
registered direct offering and concurrent private placement are
estimated to be approximately $4.7 million before deducting the
placement agent's fees and other estimated offering expenses
payable by the Company. The offering is expected to close on or
about November 2, 2023, subject to the satisfaction of customary
closing conditions. The Company intends to use the net proceeds
from the offering for working capital and general corporate
purposes.
Maxim Group LLC is acting as the sole placement
agent in connection with the Offering.
The shares of common stock (or pre-funded
warrants in lieu thereof) are being offered by the Company pursuant
to an effective shelf registration statement on Form S-3 (File No.
333-267696) that was filed with the SEC on September 30, 2022, and
subsequently declared effective on October 13, 2022. The
offering of shares of common stock (or pre-funded warrants in lieu
thereof) will be made only by means of a prospectus supplement that
forms part of the registration statement. The warrants to be issued
in the concurrent private placement and the shares issuable upon
exercise of such warrants were offered in a private placement under
Section 4(a)(2) of the Securities Act of 1933, as amended (the
"Act"), and Regulation D promulgated thereunder and have not been
registered under the Act or applicable state securities laws. A
prospectus supplement relating to the shares of common stock and
pre-funded warrants will be filed by Worksport with the SEC. When
available, copies of the prospectus supplement relating to the
registered direct offering, together with the accompanying
prospectus, can be obtained at the SEC's website at www.sec.gov or
from Maxim Group LLC, 300 Park Avenue, New York, NY 10022,
Attention: Syndicate Department, or via email at
syndicate@maximgrp.com or telephone at (212) 895-3745.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy nor shall there be
any sale of these securities in any state or jurisdiction in which
such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
About Worksport
Worksport Ltd. (Nasdaq: WKSP; WKSPW),
through its subsidiaries, designs, develops, manufactures, and owns
the intellectual property on a variety of tonneau covers, solar
integrations, and NP (Non-Parasitic), Hydrogen-based true green
energy solutions for the sustainable, clean energy, and automotive
industries. Worksport seeks to capitalize on the growing shift
of consumer mindsets towards clean energy integrations with its
proprietary solar solutions, mobile energy storage systems (ESS),
and NP (Non-Parasitic), Hydrogen-based technology. Terravis
Energy’s website is terravisenergy.com. For more information,
please visit investors.worksport.com.
Connect with Worksport
Please follow the Company’s social media
accounts on X (previously Twitter), Facebook, LinkedIn, YouTube,
and Instagram (collectively, the “Accounts”), the links of which
are links to external third party websites, as well as sign up for
the Company’s newsletters at investors.worksport.com. The
Company does not endorse, ensure the accuracy of, or accept any
responsibility for any content on these third party websites other
than content published by the Company.
Worksport strives to provide frequent updates of
its operations to its community of investors, clients, and
customers to maintain the highest level of visibility.
LinkedIn
Facebook
X (previously Twitter)
Instagram
YouTube
Investors and others should note that the
Company announces material financial information to our investors
using our investor relations website, press releases, Securities
and Exchange Commission (“SEC”) filings, and public conference
calls and webcasts. The Company also uses the Accounts to announce
Company news and other information. The information shared on the
Accounts could be deemed to be material information. As a result,
the Company encourages investors, the media, and others to review
the information the Company publishes on the Accounts.
In order to comply with Regulation FD, the
Company does not selectively disclose material non-public
information on any Account. If there is any significant financial
information, it is the policy of the Company to release it broadly
to the public through a press release or SEC filing prior to
publishing it on one of the Accounts.
For additional information, please contact:
Steven Obadiah
Investor Relations
Worksport Ltd.
T: 1 (888) 554 8789
E: investors@worksport.com
W: www.worksport.com
Forward-Looking Statements
The information contained herein may contain
“forward‐looking statements.” Forward‐looking statements reflect
the current view about future events. When used in this press
release, the words “anticipate,” “believe,” “estimate,” “expect,”
“future,” “intend,” “plan,” “project,” or the negative of these
terms and similar expressions, as they relate to us or our
management, identify forward‐looking statements. Forward-looking
statements are neither historical facts nor assurances of future
performance. Instead, they are based only on our current
beliefs, expectations and assumptions regarding the
future of our business, future plans and strategies, projections,
anticipated events and trends, the economy and other future
conditions. Because forward-looking statements relate to the
future, they are subject to inherent uncertainties, risks and
changes in circumstances that are difficult to predict and many of
which are outside of our control. Our actual results and financial
condition may differ materially from those indicated in the
forward-looking statements. Therefore, you should not rely on any
of these forward-looking statements. Important factors that could
cause our actual results and financial condition to differ
materially from those indicated in the forward-looking statements
include, among others, the following: (i) supply chain delays; (ii)
acceptance of our products by consumers; (iii) delays in or
nonacceptance by third parties to sell our products; and (iv)
competition from other producers of similar products. More
detailed information about the Company and the risk factors that
may affect the realization of forward-looking statements is set
forth in the Company’s filings with the SEC, including,
without limitation, our Annual Report on Form 10-K and our
Quarterly Reports on Form 10-Q. Investors and security holders are
urged to read these documents free of charge on the SEC’s web site
at www.sec.gov. As a result of these matters, changes in
facts, assumptions not being realized or other circumstances, the
Company’s actual results may differ materially from the expected
results discussed in the forward-looking statements contained in
this press release. The forward-looking statements made in this
press release are made only as of the date of this press release,
and the Company undertakes no obligation to update them to reflect
subsequent events or circumstances.
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